Starting a company in Arizona: LLC, founders, and the documents that matter

How do I form an LLC in Arizona?

You file articles of organization with the Arizona Corporation Commission and designate a statutory agent with an Arizona address, under the Arizona Limited Liability Company Act, A.R.S. § 29-3101 et seq. In most counties a new LLC must then publish notice of formation in a newspaper, but not in Maricopa or Pima County, so Phoenix and Tucson skip that step.

Does my LLC need an operating agreement?

Arizona does not require one to form the LLC, which is why so many owners skip it. Without one, the Act's default rules under A.R.S. § 29-3101 et seq. govern ownership, management, distributions, and exits, usually in ways no member would have chosen. The agreement is where the protection actually lives, and it matters most when two members disagree.

The formations that go wrong are rarely wrong at the ACC. They are wrong a year later, when co-founders disagree and there is no document to answer who decides, who owns what, and how someone leaves.

Who owns the content, code, or brand I made before forming the company?

You do, personally. Under the Copyright Act, 17 U.S.C. § 201, ownership vests in the author, and the work-made-for-hire rule in § 101 and § 201(b) reaches only employees acting within their job and certain commissioned works with a signed writing. Moving pre-formation work into the company takes a written assignment, and investors will ask to see it.

What should co-founders put in writing on day one?

Equity split, vesting with a cliff so a founder who leaves early does not keep a full share, what each person contributes, who decides what, how a departing founder's interest is valued and bought back, and an IP assignment from each founder. Members of an Arizona LLC can owe one another fiduciary duties, so self-dealing is actionable later.

Should I form an LLC or a corporation, and in Arizona or Delaware?

For most creator businesses and service companies, an Arizona LLC: simple, pass-through taxation by default, and flexible. A corporation makes sense when the plan is venture investment or employee equity, and some investors expect a Delaware corporation. Forming out of state still requires registering to do business in Arizona, so the choice should be deliberate, not a default.